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2012037620 Received: 6121/2012 9:4010 AM
Recorded: 06/21/2012 09:47:55 AM Filed &
Recorded in Official Records of Larry Crane,
PULASKI COUNTY CIRCUIT/COUNTY CLERK
Fees $20.00
RESOLUTION NO. 13,519
N AUTHORIZING THE OFFERING OF UP TO
$30,000,000 OF CITY OF LITTLE ROCK, ARKANSAS SEWER
REVENUE BONDS, SERIES 2012; AUTHORIZING THE EXECUTION
OF A BOND PURCHASE AGREEMENT; AND FOR OTHER PURPOSES.
WHEREAS, the City of Little Rock, Arkansas (the "City ") owns a sewer system (the "System "),
which is operated by the Sewer Committee of the City (the "Committee "); and
WHEREAS, the Committee has determined that betterments and improvements to the System
(the "improvements ") are necessary in order to make the services of the System adequate for the needs of
the City; and
WHEREAS, the Committee can finance all or a portion of the costs of the improvements by the
issuance of Sewer Revenue Bonds, Series 2012 in the maximum principal amount of $30,000,000 (the
"bonds "); and
WHEREAS, Morgan Keegan & Company, Inc., or its successor in interest, and Crews &
Associates, Inc. (collectively, the "Underwriter ") have been selected by the Committee to underwrite the
bonds; and
WHEREAS, the City intends to negotiate with the Underwriter for the sale of the bonds pursuant
to a Bond Purchase Agreement between the Purchaser and the City (the "Purchase Agreement "), which
has been presented to and is before this meeting; and
WHEREAS, the form of the Preliminary Official Statement offering the bonds for sale (the
"Preliminary Official Statement ") has been presented to and is before this meeting; and
WHEREAS, Friday, Eldredge & Clark, LLP, has been selected by the Committee to act as Bond
Counsel in connection with the authorization, sale and issuance of the bonds; and
WHEREAS, upon the advice of the Committee, the Board of Directors is now prepared to
authorize the offering of the bonds for sale by the Underwriter, to authorize the execution and delivery of
the Purchase Agreement and to approve the Preliminary Official Statement;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTOSR OF THE
CITY OF LITTLE ROCK, ARKANSAS:
Section 1. That the Underwriter is hereby authorized to offer the bonds for sale on such terms
and conditions as may be recommended by the Underwriter and the Committee.
Section 2. Following the offering of the bonds, the Mayor is hereby authorized to execute and
deliver the Purchase Agreement for and on behalf of the City so long as (a) the true interest cost on the
bonds (after taking into account underwriters' discount and original issue premium or discount, if any), is
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not greater than 4.00 %, (b) the weighted average maturity of the bonds (taking into account mandatory
sinking fund redemption, if any) is not greater than nineteen (19) years, (c) the bonds mature not later
than December 1, 2042, and (d) the underwriters' discount is not greater than 0.80% of par.
Section 3. That the forms of Preliminary Official Statement and Purchase Agreement,
substantially in the forms exhibited to and before the Board of Directors at the meeting at which this
resolution is adopted, are hereby approved and the Underwriter is hereby authorized to use the
Preliminary Official Statement in connection with the sale of the bonds.
Section 4. The officials of the City are authorized to cooperate with the Underwriter and Friday,
Eldredge & Clark, LLP, as Bond Counsel, in the offering and sale of the bonds and are further authorized
to execute such writings and take such actions as may be appropriate to the offering of the bonds.
Section 5. The Mayor is hereby authorized to "deem final" for purposes of Rule 15c2 -12 of the
Securities and Exchange Commission, the Preliminary Official Statement.
ADOPTED: June 19, 2012
:—� APPROVED:
City Clerk
TO LEGAL FORM:
Thomas M. Carpenter, Ci ttorney
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Mayor